Separate Tax Liability Sample Clauses

Separate Tax Liability. Periodic computations shall be made of the federal income tax liability of the ASFC Group, defined below, on a hypothetical consolidated basis ("Separate Tax Liability") for each Tax Year, or for any part of a Tax Year during which ASFC is included in the LNC Consolidated Group. Computations shall be made at least once per quarter to support the required payments of quarterly estimated taxes and shall also be made at the time of the original and extended due dates for the filing of the federal income tax return for each Tax Year. Such Separate Tax Liability shall be calculated as follows: a. ASFC shall be treated as the common parent of an affiliated group that files a consolidated federal income tax return including all subsidiaries of ASFC which are included in the LNC Consolidated Group (the "ASFC Group"). For purposes of this Agreement, the ASFC Group shall be treated as having constituted a consolidated group for five years or more. b. For purposes of this calculation, all members of the ASFC Group shall be treated as if they had never been included in the LNC Consolidated Group. c. Gains and losses on intercompany transactions shall be disregarded until such time as they are recognized in the consolidated federal income tax return of the LNC Consolidated Group. d. Income, gain, deductions, credits, and similar items of the ASFC Group described in Treasury Regulation section 1.1552-1(a)(2)(ii) shall generally be taken into account in the manner specified in that subdivision. e. To the extent that any corporation in the ASFC Group is unable to avail itself of special rules applicable only to small corporations, lower tax rates applicable to part or all of the income of a single corporation, the exemption provided in Internal Revenue Code section 59A (applicable to the environmental tax) or any other similar item because it participates in the filing of the federal income tax return of the LNC Consolidated Group, the ASFC Group shall not use such benefit in calculating its Separate Tax Liability. f. Income, gain, deductions, credits, and similar items of any member of the ASFC Group shall not be included to the extent attributable to a period commencing on or after the date that member of the ASFC Group ceases to be includible in the LNC Consolidated Group. g. For each quarter of a Tax Year that the ASFC Group has net operating losses, net capital losses, tax credits or any other tax benefits that have not been used to decrease the ASFC Group's Separate...
Sample 1See All (11)
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Separate Tax Liability. (a) If a Consolidated Return is filed by the MS Affiliated Group for any taxable year, the Separate Tax Liability of each Member for such taxable year shall, if a positive number, be the sum of (i) the amount determined for such Member pursuant to paragraph (b) hereof, plus or minus, as the case may be, (ii) any increase or reduction in the Member's tentative Separate Tax Liability required by paragraph (c) hereof. To the extent an allocation to a Member under clause (ii) of paragraph (c) hereof reduces a Member's tentative Separate Tax Liability to an amount less than zero, such negative amount shall be referred to herein as a "Tax Sharing Receivable." (b) Each Member's tentative Separate Tax Liability shall be an amount equal to that portion of the Consolidated Tax Liability for such taxable year that the Member's Separate Return Tax Liability for such taxable year bears to the sum of the Separate Return Tax Liabilities of all Members for such taxable year; provided, however, that such amount shall not exceed the Consolidated Tax -------- ------- Liability for such taxable year.
Sample 1
Separate Tax Liability. (a) The Separate Tax Liability of ITGI for each taxable year shall be the amount set forth in paragraph (b) hereof as modified by paragraphs (c) and (d) hereof. (b) The amount referred to in this paragraph (b) shall be an amount equal to that portion of the Consolidated Tax Liability for such taxable year that the Separate Taxable Income of ITGI for such taxable year bears to the sum of the Separate Taxable Incomes of all Members for such taxable year; PROVIDED, HOWEVER, that such amount shall not exceed the Consolidated Tax Liability for such taxable year. (c) The amount computed pursuant to paragraph (b) above shall be increased by 100% of the excess, if any, of the ITGI Separate Return Tax Liability for such taxable year over such amount (the "Loss Amount"). (d) Any federal, state or local income tax deduction resulting from (i) the payment to the JEFG Pension Plan described in Section 3.03(a) of the Benefits Agreement (or from benefits distributions related thereto), or (ii) the payment of benefits under the JEFG CAP Plan to JEFG employees (each as defined in the Benefits Agreement), shall be for the benefit of ITGI (and the JEFG Group after the Distribution) and not for the benefit of HOLDING.
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Separate Tax Liability. For each taxable period ending on or after December 31, 1986, with respect to which Parent files, or reasonably anticipates that it will file, a Consolidated Return with the Companies, Parent shall determine the amount of federal income tax and state franchise or income tax that each of the Companies and each of their respective Subsidiaries would have paid (if any) if each of the Companies and each of their respective Subsidiaries had filed Separate Returns for such taxable period (such amount being called herein, with respect to any person, a "Separate Tax Liability"). Each of the Companies shall pay to Parent the amount by which (a) the aggregate of the Separate Tax Liability of such Company, if it has a Separate Tax Liability, and the Separate Tax Liability of each of its Subsidiaries which has a Separate Tax Liability exceeds (b) the aggregate of the Separate Tax Benefit of such Company, if it has a Separate Tax Benefit, and the Separate Tax Benefit of each of its Subsidiaries which has a Separate Tax Benefit. Such payment shall be made in the manner provided in Section 4 below.
Sample 1
Separate Tax Liability. Separate Tax Liability" means (a) with respect to federal Income Taxes other than federal Income Taxes covered in clause (b) below, an amount equal to the Tax liability that Coach and each eligible Coach Affiliate would have incurred if Coach had filed a consolidated return for itself and each eligible Coach Affiliate separate from the Xxxx Xxx Group and any member thereof, (b) with respect to federal, state or local Income Taxes for which Xxxx Xxx will file an Income Tax Return for Coach and/or each Coach Affiliate separate from the Xxxx Xxx Group and any member thereof, an amount equal to the Tax liability that Coach and/or each Coach Affiliate would have incurred if Coach and/or such Coach Affiliate had filed such Income Tax Return for itself, and (c) with respect to all Taxes other than Income Taxes covered in clauses (a) and (b) above, an amount equal to the positive difference between (i) the Tax liability of the Xxxx Xxx Group computed as if Coach and each Coach Affiliate were members of the Xxxx Xxx Group and (ii) the Tax liability of the Xxxx Xxx Group computed without treating Coach and each Coach Affiliate as members of the Xxxx Xxx Group; PROVIDED, that no deficiency with respect to any Tax liability described in (a), (b) or (c) above shall be included in the Separate Tax Liability. Xxxx Xxx shall compute the applicable Tax liability in a manner consistent with (x) general Tax accounting principles, (y) the Code, the Treasury Regulations, and any applicable state or local Tax statutes and Tax regulations and (z) past practice, if any.
Sample 1
Separate Tax Liability. 2.1 For each taxable year ending on or after December 31, 2014, with respect to which the Parent files, or reasonably anticipates that it will file, a Consolidated Return with the Companies, the Parent shall determine the Separate Tax Liability and Net Losses with respect to each Company and each Company shall determine the Separate Tax Liability and Net Losses with respect to each Subsidiary in that Company’s Company Group. Such determination shall be made reflecting the same practice, elections and positions used in preparing the Consolidated Return. 2.2 Each of the Companies shall pay to the Parent the amount by which (a) the aggregate of the Separate Tax Liability of such Company, and the Separate Tax Liability of each Subsidiary in its Company Group, exceeds (b) the aggregate of the Separate Tax Benefit of such Company, and the Separate Tax Benefit of each Subsidiary in its Company Group. Such payment shall be made in the manner provided in Section 5 below.
Sample 1

Related to Separate Tax Liability

  • Income Tax Liability Within ten (10) Business Days after the receipt of revenue agent reports or other written proposals, determinations or assessments of the IRS or any other taxing authority which propose, determine or otherwise set forth positive adjustments to the Tax liability of, or assess or propose the collection of Taxes required to have been withheld by, the Borrower which equal or exceed $100,000 in the aggregate, telephonic or facsimile notice (confirmed in writing within five (5) Business Days) specifying the nature of the items giving rise to such adjustments and the amounts thereof;

  • Separate Tax Lot The Property is assessed for real estate tax purposes as one or more wholly independent tax lot or lots, separate from any adjoining land or improvements not constituting a part of such lot or lots, and no other land or improvements is assessed and taxed together with the Property or any portion thereof.

  • Tax Liability The Authorized Participant shall be responsible for the payment of any transfer tax, sales or use tax, stamp tax, recording tax, value added tax and any other similar tax or government charge applicable to the creation or redemption of any Basket made pursuant to this Agreement, regardless of whether or not such tax or charge is imposed directly on the Authorized Participant. To the extent the Trustee, the Sponsor or the Trust is required by law to pay any such tax or charge, the Authorized Participant agrees to promptly indemnify such party for any such payment, together with any applicable penalties, additions to tax or interest thereon.

  • Allocation of Tax Liabilities The provisions of this Section 2 are intended to determine each Company's liability for Taxes with respect to Pre-Distribution Periods. Once the liability has been determined under this Section 2, Section 5 determines the time when payment of the liability is to be made, and whether the payment is to be made to the Tax Authority directly or to another Company.

  • Tax Liabilities The Investor understands that it is liable for its own tax liabilities.

  • Access; Utilities; Separate Tax Lots Each Mortgaged Property (a) is located on or adjacent to a public road and has direct legal access to such road, or has access via an irrevocable easement or irrevocable right of way permitting ingress and egress to/from a public road, (b) is served by or has uninhibited access rights to public or private water and sewer (or well and septic) and all required utilities, all of which are appropriate for the current use of the Mortgaged Property, and (c) constitutes one or more separate tax parcels which do not include any property which is not part of the Mortgaged Property or is subject to an endorsement under the related Title Policy insuring the Mortgaged Property, or in certain cases, an application has been, or will be, made to the applicable governing authority for creation of separate tax lots, in which case the Mortgage Loan requires the Mortgagor to escrow an amount sufficient to pay taxes for the existing tax parcel of which the Mortgaged Property is a part until the separate tax lots are created.

  • Separate Returns In the case of any Tax Contest with respect to any Separate Return, the Party having the liability for the Tax pursuant to Article II hereof shall have the sole responsibility and right to control the prosecution of such Tax Contest, including the exclusive right to communicate with agents of the applicable Taxing Authority and to control, resolve, settle, or agree to any deficiency, claim, or adjustment proposed, asserted, or assessed in connection with or as a result of such Tax Contest.

  • Company Tax Returns The Company shall file all tax returns, if any, required to be filed by the Company.

  • Access; Utilities; Separate Tax Parcels Based solely on evaluation of the Title Policy (as defined in paragraph 8) and survey, if any, an engineering report or property condition assessment as described in paragraph 12, applicable local law compliance materials as described in paragraph 26, and the ESA (as defined in paragraph 43), each Mortgaged Property (a) is located on or adjacent to a public road and has direct legal access to such road, or has permanent access from a recorded easement or right of way permitting ingress and egress to/from a public road, (b) is served by or has access rights to public or private water and sewer (or well and septic) and other utilities necessary for the current use of the Mortgaged Property, all of which are adequate for the current use of the Mortgaged Property, and (c) constitutes one or more separate tax parcels which do not include any property which is not part of the Mortgaged Property or is subject to an endorsement under the related Title Policy insuring the Mortgaged Property, or in certain cases, an application has been made or is required to be made to the applicable governing authority for creation of separate tax parcels (or the Mortgage Loan documents so require such application in the future), in which case the Mortgage Loan requires the Mortgagor to escrow an amount sufficient to pay taxes for the existing tax parcel of which the Mortgaged Property is a part until the separate tax parcels are created.

  • Income Tax Returns Borrower has no knowledge of any pending assessments or adjustments of its income tax payable with respect to any year.

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